Change! Ya Got Change!
by Hellfilly Deluxe
Summary: Chrysalis decides the best way to take over Equestria is to turn everypony into a Changeling! And in case you're wondering, yes, it does backfire! Rated T for sexual references and more censored swearing.


**A/N: All those damn Changeling stories. They're all the same when you really think about it. That's why I made this. Enjoy!**

**CHANGE!? YA GOT CHANGE?!  
****A fiction by That Gamer!  
****This is not meant to insult anybody  
****My Little Pony belongs to Hasbro and one Ms. Lauren Faust**

Twilight Sparkle was in a panic. (When wasn't she?) And it wasn't because she had missed another friendship report, that was six months overdue; it was because Twilight had woken up and found out that she no longer looked purple. In fact, she was black. And had holes. Yeah, you put two and two together: Twilight was a Changeling.

"This is not good, this is not good," Twilight muttered under breath, pacing around. "How c-can I be a Changeling? Was it a spell I cast or something? No, I don't have any spells like that!.. I-I'm sure of it, at least." Twilight MAGICKED over at least fifty different books to check. "I'm not even gonna read any of these, I'm so damn sure." And she tossed away. "B-but, what'll my FrIeNdS think? They'll never accept me now that I'm a... A... Solitary locust! Is that the right word?"

"I would have said 'rambling minion', but that comes pretty close," came the reply from outside Twilight's window.

The ex-unicorn (Twilight) whipped around in a circle, her paranoia rising once again. "Who the buck was that? Why did it feel the need to correct my sentences?" she (Twilight) asked herself. "...Sweetie, is that you? For the last time, no, I did not paste your picture onto the cover my dictionary!"

"You're close, but you're really far off!" the voice declared. Suddenly, the voice telepor'ed into the room. Surprise of all surprises, it was "Queen" Chrysalis! "'Cause the black hath rizen once again like the fenyx!"

"A Tenacious D reference?!" Twilight was shocked and stunned. "You're serious! What did you do?"

"I think it's obvious," Chrysalis said slowly, motioning a hoof to Twilight's new form. "I don't know how stupid you have to be to not see it."

"Oh..." Twilight muttered, inspecting her body again. "But, r-really, what did you do?"

Chrysalis smirked and made a scroll appear out of nowhere. Of course, it was really torn. "Because of previous attempts to take over Equestria by turning random ponies into Changelings," Chrysalis read in a dully authoritative way, "It has come to my attention that just turning one pony into a Changeling does not work. The reason for that being that my choice is for some reason is always an idiot, thinking they did it to themselves-" cough "-you-" cough "-or that they were always like that. So, instead, I have turned everypony in Equestria into a Changeling because I can do that. You are now under my command and you lose. Good day sir/madam."

"...So I can't continue my reports on friendship?" Twilight enquired in dismay.

"Again, I thought it went without saying," Chrysalis answered. "Just remember that you have been taken over and you now obey. I am now going to inform CELESTIA. Good day."

But just as Chrysalis turned to leave, Twilight threw herself as her (Chrysalis).

"CHANGE ME BACK, CHANGE ME BACK, CHANGE ME BACK, CHANGE ME BA-HA-HACK!" Twilight exclaimed, bawling her eyes out. "PLEASE!"

"Are you serious?" Chrysalis asked, not even bothering to turn all the way to face Twilight. "Did you now just hear me? I turned you into a Changeling because I want to take over Equestria! Why would I change you BACK?"

"Because I asked nicely?" Twilight suggested with a weak smile.

Chrysalis rolled her eyes and simply kicked Twilight in the face. With that done, the Changeling queen decided to not telepor' to Celestia, 'cause, if she did, she would miss seeing everypony's reaction to their horrific transformation.

Feeling content with herself at that thought, she strutted outside Twilight's little tree house with her eyes shut for a reason that will be explained... Now: She let out a deep sigh and opened her eyes. But something was wrong.

She did a double take and yelled, "WHAT THE BUCK ARE YOU ALL DOING?!"

In deed, there was a large party of ponies doing it in the middle of the road. And on benches. And in the sky. And out of windows. And on top of other ponies. You get it, right?

"Oh, we're having an orgy!" Rarity replied happily, popping up from somewhere near the middle. "It was my idea, for the most part, some other ponies suggested, but I organized it. Within an hour! It's my personal best, really."

"...That was your first idea?" Chrysalis asked in disbelief.

"Yes, partially inspired by you and your pursuits," Rarity explained, going over to Chrysalis and nearly tripping over some ponies on the way. "This is really one big old tribute to you! Going after lov- why hasn't anypony thought of that? Going after love practically entitles you to free sex!"

"That's not what I meant," Chrysalis said, annoyed, "and you know it."

Rarity chuckled, reaching Chrysalis. "I know that's not what you mean," she (Rarity) admitted, shaking her head a little. "But what I'm saying is that this is my own interpretation, which is better then yours. Think of it as a minor variation."

"You're insulting your new ruler!"

"My only leader is myself... But I have to thank you," Rarity said, shaking Chrysalis's hoof, "and as long as me and group can continue doing this, we will follow you to Equestria's many ends."

You can imagine Chrysalis's response. She pulled her hoof from Rarity's grip and said, "No, you cannot do this because this is not how we reproduce. I would explain but it's very OMFGSOGRIMDARK."

"I never said we were doing this to reproduce," Rarity corrected Chrysalis. "It's merely for the pleasure. Speaking of which, remember that time I was Nightmare Moon? WANNA DO THAT AGAIN?!"

"No! Turn back into yourself and stop this act immediately!" Chrysalis commanded.

"You sure are a spoilsport," Rarity noted, turning back into Rarity. "And, I'm sorry, but I won't be stopping this because this is the BEST... POSSIBLE... THING!"

And with a huge grin, Rarity leaped back into the massive pile of ponies, getting buried in the hawt action. Chrysalis sighed and rolled her eyes. She telepor'ed herself to the other side of the, ahem, "activities" and continued on her way.

_This is ridiculous..._ Chrysalis thought bitterly. _They turn into Changelings and their first thought is to buck like animals? Are all these ponies complete idiots?... Y'know, buck Celestia for now, I'm going to see if anypony is reacting the way they should._

So it was settled: Chrysalis was going to pay a little visit to each of the mane six, in reverse alphabetical order, apparently. So next was Rainbow Dash.

After a little walking (and ignoring most of the asininely stupid ex-ponies 'cause she wanted to keep the surprise intact), she heard somepony crying. She looked around a little and located the sound in a bush. Looking behind it, she (Chrysalis) found two Changelings: One with a purple mane and a smaller one with a purple mane.

"Err... Rainbow Dash, I presume it is? What are you doing?" Chrysalis asked in confusion.

"I... I... I'M A CHANGELING!" Rainbow Dash cried, hugging the smaller one. "I'VE ALWAYS BEEN LIKE THIS, I think! EVERYPONY WILL HATE ME IF THEY FIND OUT! AND THEY DID!"

"AND I WON'T BE ABLE TO GET MY CUTIE MARK SINCE CHANGELINGS CAN'T GET ANY!" the smaller one, I think Scootaloo, added.

Chrysalis blinked. "That's your big concern?" she asked- nay, demanded. "Don't you realize you can just turn into yourself? And you, sh!t-a-loo, you can also turn back into yourself! With whatever Cutie Mark you want!"

"BUT WHAT'S THE POINT?!" Rainbow whined. "MY WHOLE LIFE HAS BEEN A LIE AND I DON'T WANNA LIVE ANYMORE! JUST KILL ME!"

"I am not murdering one of my new minions. Just get over it."

"WHAT DO YOU KNOW?" Scootaloo exclaimed, anger dripping like a faucet.

"A lot more then you..." Chrysalis muttered, putting hoof to forehead. "Look, I'm going to check on your friends to see how they're doing. When I come back, you better be over it!"

"BUCK YOU!" Dashie and Scootaloo yelled at the same time, holding each other tighter.

Well, enough of that. Chrysalis got away quickly and tried to think of who she should go to next. She considered that apple one, couldn't exactly remember her name, but Chrysalis doubted she'd be very interesting. Same with that fluttering one; not a whole lot there. Maybe she should save them for later. Hows about that pink one? Yeah, she might be good for something. The pink one it is.

However, before Chrysalis could start looking for her, a light blue pony marched up to Chrysalis.

"Are you responsible for this?" the pony enquired, pointing to the Changelings behind her (it looked like a her).

"I turned them into Changelings," Chrysalis answered. "How many times must I bucking say this?"

"Trixie does not know," Trixie said," but Trixie demands that you change everypony back!"

"And why would that be?" Chrysalis sighed.

"Because now that everypony's a Changeling, anypony can be Trixie!" Trixie explained, stomping a hoof. "How can Trixie be great and powerful if everypony is?"

"But if everypony can be you, assuming you are Trixie," Chrysalis mused, "what's the problem? I don't see anything wrong with it."

Trixie pointed behind her. "THAT."

Behind Trixie was four Changelings, two of which having turned into Trixie and some kind of OC. The two transformed ones were makin' out while the other two laughed.

"IS THE PROBLEM," Trixie finished her sentence. "If Trixie is not Trixie and everypony Trixie, then Trixie cannot be Trixie becuase more then one Trixie would break the Trixie barrier and Trixie's Trixie would Trixie the Trixie while the Trixie Trixies the Trixie." She paused for a moment before adding, with derp eyes nontheless, "Trixie."

And before Chrysalis could retort, Twilight (who Chrysalis knew was Twilight because no Changeling she knew shook like that) ran on, briefly stopping to look at the four Changelings Trixie previously refereed to.

"This is so weird!" Twilight commented in a hushed whisper.

"You think this is weird?" the OC laughed, pulling away from the second Trixie. "I've got something even better!" And he turned into Slendermare before going back to the Trixie clone.

Eye twitch. "That's even worse!" Twilight yelled, running away and into Trixie. "Trixie, is that you?!"

"According to Ms. Parasite over here, Trixie isn't, but, yes, Trixie is Trixie."

"Thank you!" Twilight whispered before quickly scrambling to her hooves. "I need your help!"

Trixie and Chrysalis looked at each other before snickering like mad.

"What's so funny?" Twilight demanded.

"You are asking Trixie for help?" Trixie asked, looking she was about to have a fit. "After the way you insulted her the last she was here?"

"Look, I know you, and if I do, you also want to be turned back to normal," Twilight pointed out.

"That is correct..." Trixie confirmed.

"At least you're not being a complete moron about it," Chrysalis said to herself.

"Since we're both striving for the same goal," Twilight continued, "I thought that we could work together to accomplish it. With my knowledge and your quote-unquote 'advanced magical skills', we can do anything!"

"You don't know, don't you?" Chrysalis asked Twilight once again. "In fact, I previously said it: You lose! There's no point in this!"

"But I can still try!" Twilight stated. She grabbed Trixie with MAGICK and ran off.

"Trixie never agreed to this!" Trixie shouted as she was pulled through out PonyVille.

_I wonder how she got through the orgy?... I don't wanna think about it._ Chrysalis thought. _Still gotta find that pink one._

And wouldn't you know it, "the pink one" showed up just then, looking all secret agent-esque.

Pinkie sneaked up to Chrysalis and whispered, "Listen... Do you want to know a secret?"

"Um... Sure?" Chrysalis replied in confusion.

"Closer," Pinkie continued to whisper, "let me whisper in your ear."

Chrysalis nodded and came closer, kneeling down to Pinkie's level.

Now that Chrysalis was there, Pinkie grabbed Chrysalis's head and pulled it down so that Pinkie's mouth was in Chrysalis's ear.

"I'll say the word you want to hear," Pinkie hissed.

There was long pause. Eventually, Chrysalis fell asleep.

"I'M A CHANGELING!"

That caused the good ol' Queeny to wake with a start. "I... I already know that!" she shouted. "It's not a secret!"

Pinkie started shushing Chrysalis. "Do you want everypony to know?" she (Pinkie) enquired. "Promise me you won't tell anypony!"

"Uh... I promise...?"

"PINKIE promise?"

"What the buck is that?"

"You don't know? Well, here are some instructions. I wrote them myself!"

"Huh... Anyways..." Sigh. "Cross my heart and hope to fly, stick a cupcake in my eye..."

"Thanks! Brohoof? /)"

"NO!"

"Okie-dokie-lokie!" Pinkie chirped, jumping in front of the black bars and off the screen.

Well, anypony could tell how weird that was. No further explanation needed. Let's just move on, 'kay? 'Kay.

Movin' on up, the next on Chrysalis's list was, obviously, Fluttershy. Unfortunately, she had no idea where she was. And since most of the ponies were at Rarity's Massive Changeling Sex Party (I forgot to tell you that), there weren't a whole lot to ask.

"Might as well start..." Chrysalis muttered, now realizing how annoyed she was. And she started asking the three ponies that were there.

Three ponies who obviously had no problem being a Changeling, much to Chrysalis's annoyance, later, she knew where Fluttershy was: Some kind of dinky little cottage near a forest with a bunch of animals. Thank goodness Chrysalis also had the foresight to get rid of all animals.

However, on the way over, there was another interruption (surprise of all surprises), this time in the form of a hugh-mahn with minty green hair.

"Are you Chrysalis?!" the human, looking totally ecstatic, asked.

The human's presence shocked Chrysalis slightly. She took a step back and replied, "Um... Yes?... Where did you come from?"

"Oh, that's important," the human said with a giggle. "I just wanted to say THANK YOU!"

The next thing Chrysalis knew, she was being, ahem, "glom-ped" by the human.

You have got to be kidding me... Chrysalis thought. ANOTHER pony using the curse I gave them for their own personal needs?! Now I know how that chest from Paper Mario: The Thousand Year Door feels!

The human shoved Chrysalis away, said being landing on her back, and ran off, laughing like a maniac.

"I could kill these ponies... But I need them if I wanna do this again in the future... Why I would..." Chrysalis grumbled, slowly getting to her hooves.

Just then, another Changeling ran up to Chrysalis, out of breath.

"Have... Have..." the Changeling tried to say, but was also catching its breath. "Hold on... Hold on... A sec... Whoo..." Silence for a brief moment. "Have you seen a human run by here?"

"Yes," Chrysalis replied flatly. "That-a way."

"Thanks," the Changeling said quickly. It ran off, screaming, "GET BACK HERE, BONBON! THAT'S MY DREAM!"

Chrysalis growled in frustration. She had to ask again - how many ponies are this dimwitted?! Nevertheless, she still had to check on the last two.

Skipping ahead a little, Chrysalis made it to Fluttershy's little dumb shack. Instead of demanding that Fluttershy come outside, Chrysalis and her were tight ol' friends. So Chrysalils knocked on the door, in an angrier way then normal. After stopping her knocking, she realized there was a note.

"To whom it may concern," Chrysalis read the messy hoof writing, "my v g!n started talking to me, so I went to Rarity's orgy to shut it up. Be back wh-"

Chrysalis angrily grabbed the note, tore it up and ate it. "I have one more chance..." Chrysalis hissed, storming off. "Hopefully that apple b!tch will be normal and just GIVE UP."

On the way over, she ran into som-

"NOT IN THE MOOD!"

"But I-"

"SHUT UP NYX; NOPONY CARES!"

Um... OK then. Moving along, Chrysalis went into Sweet Apple Acres, praying to the high heavens.

"This is my last one before I completely lose it," Chrysalis rambled. "Everypony... I thought I could be a complete tw t sometimes! But come the buck on! Everypony either wants to turn back or is bucking around or is all sad about it! Nopony will just accept it!? This is- YOU! YES, YOU! GET OVER HERE!"

"Sure thing," the Changeling (Applejack) said with an accent that I don't wanna type, coming over. "What d'ya want, Chrysalis?"

"I- You're not mad at me?" Chrysalis was taken aback.

"Yeah. Why would I be?" Applejack enquired, looking kind of bored.

Chrysalis blinked rapidly and replied, "I dunno... Wait, you're not angsty, either?"

"Oh, you've seen Rainbow Dash? Yeah, she made a whole flash about it. It's no big surprise."

"And you're not over at Rarity's orgy?" Chrysalis was getting really excited.

"Oh, Faust, she's doing it again?" Applejack groaned, putting hoof to face. "Everytime something odd happens... I mean really..."

"Oh thank you! THANK YOU!" Chrysalis exclaimed, hugging Applejack and kissing her cheek. "THANK YOU THANK YOU THANK YOU THANK YOU THANK YOU THANK YOU THANK YOU THANK YOU!"

"Thank me? I wanted to thank you!" Applejack said with an awkward laugh.

"...WHAT?..."

Applejack nodded. "Yeah, it's a lot easier to get crack like th-"

"_**AAAAAAAAAAAAAAAAAAAAAHHHHHHH HHHHHHHHHHHHHHHHH!**_"

"Wha-"

Suddenly, everypony in PonyVille was telepor'd to the outside of Twilight's house. And Chrysalis was FUMING.

There was mass confusion in the audience, most of which just shrugging it off and going back to their sexing.

"LISTEN!" Chrysalis shouted, somehow catching everypony's attention. "I am FED UP with your activities! You are all Changelings! You are all under my command! You all LOSE! I WIN! Get it through your bucking skull! I-"

"We never agreed to this!" one ex-pony called out.

"SHUT UP! You are Changelings, so by extent, I WIN! So you are under MY COMMAND!"

"Technically, I already am," one ex-pony said.

"And why is that?" Chrysalis asked with a mockingly sweet tone.

"I was previously a Changeling," the apparent Changeling explained, "and I decided to not come back and instead buck with you by staying here."

"WHY, PHIL?! WHY?!"

"Eh, the pay was never good," Phil suggested. "And I'm not Phil anymore. I am Bimmy Damn Party, thank you very much."

He was vaporized.

"Now, listen here, YOU ALL LOSE," Chrysalis stated as loudly as she could. "There is nothing you can do! Give up! Surrender! Obey my every whim! There is nothing in all of Equestria you can do!"

"Hey, you said you feed off of pony's love," Rarity pointed out. "How are you supposed to do that if we're all Changelings?"

Chrysalis went dead silent. For the first time in the entire day, she didn't have an ounce of anger in her.

"I... I didn't think about that..." Chrysalis deadpanned, looking really embarrassed. "Um... Yeah, I-I guess I should of thought of that... I should just turn you back." And she did. And it was good. "So I guess we're all cool now, right? TOTALLY cool. No problem at all. I can be ya all beers. We're all fr-"

In a bright flash, Chrysalis telepor'd out. Everypony was quiet, but then starting talking among each other.

"That was pointless," Rainbow Dash commented.

"She turned us into Changelings, but didn't even think that it might backfire?" Applejack agreed. "I mean really."

"At least it's quiet now..." Fluttershy said quietly.

"What's quiet?" Pinkie asked, popping out of nowhere.

"Um... Uh... Nothing, it's nothing!" Fluttershy replied quickly.

"Well, at least it's done with," Rarity told the four. Pause. "This is where it's supposed to end! What in the world is left?"

Suddenly, Twilight burst out of her room, yelling, "I FIGURED IT OUT! I CAN TURN EVERYPONY BACK!"

"Trixie helped as well!" Trixie added, walking out of Twilight's house and running off.

"But, Twi, we're already-" Applejack tried to tell Twilight, but she wouldn't listen.

"NO! NO! I CAN DO IT" Twilight cut Applejack off. "WATCH!"

Twilight MAGICKED Lyra over and started casting a spell on her. It looked really painful.

"SEE?!" Twilight said once she was done. She looked down and saw that Lyra looked pretty much the same. "That's not supposed to- Let me try it again!"

And she did. It didn't work.

"This is supposed to work!"

Everypony exchanged bored glances as Twilight cast her spell over and over again. They eventually walked away.

"NO! I CAN MAKER A PONY AGAIN! PLEASE! COME BACK!"

**A/N: ...I spent 5 hours on this. In my twisted little world, that's forever. Well, I hope you enjoyed. If you didn't, please do tell me why! I'm wanna know how to improve! Oh, and _Like An Atom Bomb_'s ending soon. Just telling ya. Bonum nocte et fortun everybody!**


End file.
